IN THE CIRCUIT COURT OF THE 17TH JUDICIAL CIRCUIT IN AND FOR BROW ARD COUNTY, FLORIDA

BANK OF AMERICA, NATIONAL ASSOCIATION, AS SUCCESSOR BY MERGER TO LASALLE BANK, N.A. AS TRUSTEE FOR THE MLMI TRUST SERIES 2006-ARl,

Plaintiff,

Case #: CACE09-21933-05

vs.

CELIZENA lULME; VILAMAR lULME; ET AL,

Defendant.

----------------------------------~/

EMERGENCY MOTION TO CANCELIPOSTOPONE SALE, VACATE FINAL JUDGMENT AND REQUEST AN EVIDENTIARY HEARING BASED UPON FRAUD ON THE COURT

Comes now, the Defendants, CELIZENA lULME and VILA MAR JULME, and pursuant to Florida Rules of Civil Procedure 1.100(b), 1. 140(b)(1)(6) and (h)(2) and 1.210(a) and 1.540(b) requests this Court to Cancel/Postpone the sale date of October 29, 2009, Vacate the Final Judgment and Request an Evidentiary Hearing Based Upon Fraud on the Court and as grounds therefore states:

1. The Plaintiff, BANK OF AMERICA, NATIONAL ASSOCIATION AS SUCCESSOR BY MERGER TO LASALLE BANK, N.A. AS TRUSTEE FOR THE MLMI TRUST SERIES 2006-AR1 (BOA), filed their complaint on April 16,2009, without proper standing to do so, and made material misrepresentations in their pleadings.

2. An assignment was never recorded, never attached to any Compliant or other document. Only a purported Assignment was provided to the Court months later on July 31, 2009.

3. Said Assignment is bogus, was back-dated and delivered to the Court by Plaintiff (or Plaintiffs counsel), when Plaintiff knew that the purported Assignment was fraudulent.. (See attached Exhibit A)

4. The Assignment can readily be determined to be bogus and backdated, because the Notary, Richard E. Price, did not have his present Notary Public Commission until March 25, 2006. The four-year term for his Notary expires on 03125/10. How could he have notarized the alleged Assignment on 0 I 123106, more then two months before he received his Notary? (See attached Exhibit B)

5. Furthermore, BOA is a trustee in this case, and does not and cannot own the mortgage, as they are acting on behalf of the investment trust. BOA has claimed that they are the owner and the holder of the note, which is fraudulent statement.

6. In addition to not having standing and claiming that they own and hold the note and mortgage, BOA falsely alleged, "The original note has been lost and is not in the custody or control of Plaintiff. The note was continuously in possession and control of Plaintiffs assignors and predecessors from the date of its execution until the loss and has not been paid or otherwise satisfied, assigned or transferred" .

7. Since BOA is not the owner and holder of the note, nor where they at the time of filing this foreclosure action, they cannot simultaneously claim, "The original note has been lost."

8. BOA, as trustee for mortgage-backed securities has been filing foreclosure

actions across the United States under false, deceptive, and misleading representations without any legal standing to do so, representing a pattern of corrupt and illegal activity.

9. BOA's complaint clearly establishes that an entity other then BOA was in fact the true owner of the claim at the time the lawsuit was filed. BOA has failed to establish through any of its filings that it owned or held the mortgage or the promissory note at the commencement of this action. BOA is not, and never was the real party in interest, and is not authorized to bring this foreclosure action.

10. BOA attached to its complaint a copy of a Mortgage dated January 12, 2006, containing terms of the agreement between the parties that contracted to same, the Borrower (Defendants), CELlZENA JULME and VILAMAR JULME, and the Lender, Argent Mortgage Company, LLC.

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11. In Florida, the prosecution of a residential mortgage foreclosure action must be brought by the owner and holder of the mortgage and note. Plaintiff is not entitled to maintain an action if it does not own and hold the note which is purportedly secured by the subject mortgage. Your Construction Center, Inc. v. Gross, 316 So. 2d 596 (Fl. 4th DCA 1975), Greenwald v. Triple D Properties. Inc., 424 So. 2d 185, 187 (Fla. 4th DCA 1983).

12. The plaintiff BOA's lack of ownership of the mortgage and promissory note in this case goes to the heart of its claim of standing, permeates the entire proceeding and subverts the integrity of the action. Metropolitan Dade County v. Martinsen, 736 so. 2d 794 (Fla. 3rd DCA 1999).

13. Standing requires that the party prosecuting the action have a sufficient stake in the outcome and that the party bringing the claim be recognized in the law as being a real party in interest entitled to bring the claim. This entitlement to prosecute a claim in Florida courts rests exclusively in those persons granted by substantive law, the power to enforce the claim. Kumar Corp. v. Nopal Lines, Ltd et aI, 462 So. 2d 1178, (Fla. 3d DCA 1985).

14. In an attempt to cover up their sham pleadings, BOA filed a purported original note and assignment of mortgage with the court on July 31, 2009, over three months after the filing of the lawsuit.

15. These filing, besides being over three months late, as opposed to the statutory requirement of being included with the filing of the complaint, still fail to give BOA standing.

16. In addition to the non-recorded fraudulent purported assignment (see above paragraphs 2-4), the Note that was filed is endorsed to U.S. Bank National Association, as Successor Trustee to BANK OF AMERICA, NATIONAL ASSOCIATION AS SUCCESSOR BY MERGER TO LASALLE BANK, N.A. AS TRUSTEE FOR THE MLMI TRUST SERIES 2006-AR1, clearly not the Plaintiff in this case (See attached Exhibit C).

17. Furthermore, Bank of America didn't enter into an agreement to purchase LaSalle Bank until April 23, 2007 and didn't officially take over LaSalle Bank until October 1, 2007. How could documents such as the Note and the alleged

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Assignment, both allegedly signed and endorsed in January of 2006, indicate Bank of America as Successor to LaSalle Bank, a merger that didn't take place until over 1 and \t2 years later? Unless the Plaintiff can demonstrate their abilities of clairvoyance, said documents were clearly doctored and fabricated in anticipation of litigation. (See attached Exhibit D)

18. Even the bogus assignment provided was not recorded as required by Florida Law.

19. Fla. Stat. § 701.02 states in pertinent part:

(1) An assignment of a mortgage upon real property or of any interest therein, is not good or effectual in law or equity, against creditors or subsequent purchasers, for a valuable consideration, and without notice, unless the assignment is contained in a document that, in its title, indicates an assignment of mortgage and is recorded according to law.

Florida Courts have also held that an assignment must be executed before a party may file suit. See Progressive Exp. Ins. Co. v. McGrath Community Chiropractic,913 So.2d 1281, 1287 (Fla. 2nd DCA 2005) (Where an insurance provider alleged that insurance benefits were assigned to it without producing a written instrument, then amended the claim with a written instrument dated six months after the filing of the suit, held that the provider lacked standing because there was no assignment at the time that the case was filed in court).

20. Not only has BOA failed to provided any documentation whatsoever that they are the real party in interest in this case, their status as Trustee limits their authorization to act, and they are barred from taking any action not specifically authorized under the Pooling and Servicing Agreement (PSA).

21. Florida law is clear that a bank is acting ultra vires if its trust department exercises a power not expressly granted to it by the trust agreement.

22. The respective powers of a Trustee must be interpreted by the Plan Documents, especially the Trust Agreement. Celotex Corp. v. City of New York, 487 FJd 1320 (11 th Cir. 2007). Furthermore, "From the trust, the trustee derives the rule of his conduct, the extent and the limit of his authority, the measure of his obligation." Jones v. First Nat Jl Bank in Fort Lauderdale, 226 So. 2d 834, 835 (Fla. Dist. Ct. App 1969). Also, "The trustee can properly exercise such powers

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and only such powers as (a) are conferred upon him in specific words by the terms of the trust, or (b) are necessary or appropriate to carry out the purposes of the trust and are not forbidden by the terms of the trust." Restatement (Second) of Trusts Sec. 186 (1959).

23. In the majority of Mortgage Backed Securitized Trusts, as in the case at present, the applicable Trust documents are public record and filed and recorded online at www.secinfo.corn, The applicable Pooling and Servicing agreement which governs BOA's conduct and outlines their specific powers conferred upon them in the administration of The MLMI Trust Series 2006-ARI is a 195 page document, which applicable parts referenced will be attached to this motion. (See Attached Exhibit E).

24. SECTION 2.01. Conveyance of Mortgage Loans

The Depositor, concurrently with the execution and delivery hereof, does hereby sell, transfer, assign, set over and convey to the Trustee without recourse all the right, title and interest of the Depositor in and to the assets of the Trust Fund. Such assignment includes all interest and principal received on or with respect to the Mortgage Loans on or after the Cut-off Date (other than Scheduled Payments due on the Mortgage Loans on or before the Cut-off Date) .

In connection with such assignment, the Depositor does hereby deliver to, and deposit with the Trustee the following documents or instruments with respect to each Mortgage Loan:

(A) The origina~ Mortgage Note endorsed in b~ank or, "Pay to the order of LaSa~~e Bank Nationa~ Association, as trustee, without recourse" together with a~~ riders thereto. The Mortgage Note sha~~ inc~ude a~~ intervening endorsements showing a comp~ete chain of the tit~e from the Transferor to

[ ] .

(B) Except as provided below and for each Mortgage Loan that is not a MERS Loan, the original recorded Mortgage together with all riders thereto, with evidence of recording thereon, or, if the original Mortgage has not yet been returned from the recording office, a copy of the original Mortgage together with all riders thereto certified to be a true copy of the original of the Mortgage that has been delivered for recording in the appropria te recording office of the jurisdiction in which the Mortgaged Property is located and in the case of each MERS Loan, the original Mortgage together wi th all riders thereto, noting the presence of the MIN of the Loan and either language indica ting tha t the Mortgage Loan is a MOM Loan or if the FC770035

Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, or a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded.

(C) In the case o£ each Mortgage Loan that is not a MERS Loan, the origina~ Assignment o£ each Mortgage in b~ank or, to "LaSa~Le Bank NationaL Association, as trustee."

(D) The original policy of title insurance (or a preliminary title report, commitment or binder if the original title insurance policy has not been received from the title insurance company).

(E) OriginaLs o£ any intervening assignments o£ the Mortgage, with evidence o£ recording thereon or, i£ the original intervening assignment has not yet been returned £rom the recording o££ice, a copy o£ such assignment certi£ied to be a true copy o£ the original o£ the assignment which has been sent £or recording in the appropriate jurisdiction in which the Mortgaged Property is located. (EMPHASIS ADDED)

(F) Originals of all assumption and modification agreements, if

any.

(G) If in connection with any Mortgage Loan, the Depositor cannot deliver the Mortgage, Assignments of Mortgage or assumption, consolidation or modification, as the case may be, with evidence of recording thereon, if applicable, concurrently with the execution and delivery of this Agreement solely because of a delay caused by the public recording office where such Mortgage, Assignments of Mortgage or assumption, consolidation or modification, as the case may be, has been delivered for recordation, the Depositor shall deliver or cause to be delivered to the Trustee written notice stating that such Mortgage or assumption, consolidation or modification, as the case may be, has been delivered to the appropriate public recording office for recordation. Thereafter, the Depositor shall deliver or cause to be delivered to the Trustee such Mortgage, Assignments of Mortgage or assumption, consolidation or modification, as the case may be, with evidence of recording indicated thereon, if applicable, upon receipt thereof from the public recording office. To the extent any required endorsement is not contained on a Mortgage Note or an Assignment

of Mortgage, the Depositor shall make or cause to be made such endorsement.

(H) With respect to any Mortgage Loan, none of Servicer or the Trustee shall be obligated to cause Assignment of Mortgage referred to in this Section an Assignment of Mortgage is not recorded, the Trustee shall have no liability for their failure on notices related to such Assignment of Mortgage.

the Depositor, the to be recorded the 2.01. In the event

Servicer and the to receive and act

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25. As emphasized above in letters (A), (C), and (E) for a mortgage loan to be included into this trust it MUST include a recorded Assignment as well as an Original Note, both endorsed in blank or "Pay to the order of LaSalle Bank

National Association, as trustee".

26. BOA has provided a bogus Assignment, that is not recorded and a Promissory Note, both of which are endorsed to U.S. Bank National Association, as Successor Trustee to BANK OF AMERlCA, NA TIONAL ASSOCIA TION AS SUCCESSOR BY MERGER TO LASALLE BANK, N.A. AS TRUSTEE FOR THE MLMI TRUST SERlES 2006-ARI.

27. Besides clearly not being in compliance with the Trust, the Plaintiff BOA has failed to produce any evidence that they are "Successor by Merger to LaSalle Bank", nor is there any indication as to what U.S. Bank National Association as Successor Trustee has to do with the Plaintiff in this case.

28. A Trust cannot sue outside the parameters of its own contract that give it life and powers. Outside the PSA the Trust has no existence and no powers.

29. Such fraudulent behavior of filing foreclosure lawsuits without proper standing to do so is an increasing nationwide problem, and numerous state, federal district and bankruptcy courts have caused actions such as the present one to be dismissed for failure to state a claim.

30. As held in In Re Foreclosure Actions, "A Foreclosure plaintiff, especially one who is not identified on the note andlor mortgage at issue, must attach to its complaint documentation demonstrating that it is the owner and holder of the note and mortgage upon which suit is filed. In other words, a foreclosure plaintiff

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must provide that it is the owner and holder of the note and mortgage as of the date the foreclosure action is filed. Appropriate "documentation" includes, but is not limited to, trust andlor assignment documents executed before the action was commenced, or both as circumstances may require." 2007 WL 4034554 at *1

(N.D. Ohio 2007).

31. In Nosek v. Ameriquest Mortgage Company (In re Nosek), 386 Br. 374 (Bankr D Mass. 2008), during five years in which a chapter 13 bankruptcy proceeding was pending, the note and mortgage and associated claims had been prosecuted by Ameriquest which had represented itself to be the holder of the note and mortgage. It was not disclosed until later on down the road that they were merely the servicer. In addition there wasn't even an assignment of the servicing rights until three years after the chapter 13 bankruptcy had been pending. The Court had previously noted on more then one occasion that parties who do not hold the note of mortgage do not service the mortgage do not have standing to pursue motions for leave or other actions arising from the mortgage obligation. As a result of these misrepresentations, the Court sanctioned the local law firm that had been prosecuting the claim $25,000 and Ameriquest Mortgage was sanctioned $250,000. (In addition national counsel was sanctioned $100,000 and Wells Fargo Bank as trustee was sanctioned $250,000, but these sanctions were overturned on appeal).

32. In Deutsche Bank Nat'l Trust Co. v. Steele, 2008 WL 111227 (S.D. Ohio), the Court refused to allow Deutsche Bank Nat'I Trust to proceed with foreclosure

FC770035

proceedings until they could show, by a preponderance of the evidence, that it

owned the note and mortgage when the complaint was filed.

33. Rule 1.2 I O(a) of the Florida Rules of Civil Procedure provides, in pertinent part:

Every action may be prosecuted in the name of the real party in interest, but a personal representative, administrator, guardian, trustee of an express trust, a party with whom or in whose name a contract has been made for the benefit of another, or a party expressly authorized by statute may sue in that person's own name without joining the party for whose benefit the action is brought. ..

The Plaintiff, BOA, meets none of these standing and pleading criteria.

34. In Florida, the prosecution of a foreclosure action is by the owner of the mortgage and the holder of the promissory note.

35. No Florida case holds that a separate entity can maintain suit on a note payable to another entity unless the requirements of Rule 1.210(a) of the Florida Rules of Civil Procedure and applicable Florida law are met. Corcoran v. Brody, 347 So. 2d 689 (Fl. 4th DCA 1977).

36. Fla.R.Civ.P. Rule 1.310(b) provides that all exhibits attached to a pleading shall be considered a part of the pleading for all purposes. It appears on the face of the Plaintiffs Complaint and the documents attached thereto that the Plaintiff is not the proper party to bring this action.

37. When exhibits are inconsistent with the Plaintiffs allegations of material fact as to who the real party in interest is, such allegations cancel each other out. Fladelll v. Palm Beach County Canvassing Board, 772 So.2d 1240 (Fla. 2000); Greenwald v. Triple D Properties, Inc., 424 So.2d 185, 187 (Fla. 4th DCA 1983):

Costa Bella Development Corp. v. Costa Development Corp., 441 So.2d 1114 (Fla. 3rd DCA 1983).

38. "The determination of standing to sue concerns a court's exercise of jurisdiction to hear and decide the cause pled by a particular party." Rogers & Ford Canst. Corp. v. Carlandia Corp. 626 So.2d 1350,1352 (Fla.l993).

39. In the instant case, the Plaintiff, BOA, knew and was fully aware that it was asserting a right to foreclose as if it was the owner and holder of subj ect mortgage and promissory note when the Plaintiff knew that such right did not exist.

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Furthermore they committed open fraud in attempting to fabricate standing to file this foreclosure case.

40. "A plea is considered <sham' when it is palpably or inherently false, and from the plain or conceded facts in this case, must have been known to the party interposing it to be untrue." Rhea v. Halkney, 157 So. 190, 193 (Fla. 1943); o 'Berry v. Pearson, 186 So. 430 (1939); Furst v. Blackman, 744 So.2d 122(Fla. 4th DCA 1999), ReifDevelopment, In. v. Wachovia Morlg. Co., 340 So.2d 1267 (FlaAth DCA1976).

41. The integrity of the civil litigation process depends on the truthful disclosure of facts. Metropolitan Dade County v. Martinson, 736 So.2d 794 (Fla. 3rd DCA 1999), Andrews v. Palmas De Majorca Condo, 898 So.2d 1066 (Fla. 5th DCA 2005).

42. A trial court has the inherent authority, within the exercise of sound judicial discretion, to dismiss an action when a Plaintiff has perpetrated a fraud on the court. Arzuman v. Saud, 843 So.2d 950 (Fla. 4th DCA 2003), Piunno v. R.F Concrete Constr., lnc., 904 So.2d 658 (Fla. 4th DCA 2005).

43. A party guilty of fraud or misconduct in the prosecution of a civil proceeding should not be permitted to continue to employ the judiciary to achieve its ends. Andrews v. Palms De Majorca Condominium, 898 So. 2d 1066 (Fla. 5th DCA 2005).

44. It is appropriate for the trial court to dismiss an action based on fraud, where

there is blatant showing of fraud, pretense, collusion, or other similar wrongdoing. Distekmo v. StateFarm Mutual Auitomobile Ins. Co., 846 So.2d 572, 574 (Fla. 1st DCA 2003).

45. Defendant seeks a dismissal of the Plaintiffs complaint on the basis of fraud on the court and under the circumstances of this case, "a formal evidentiary hearing on this motion to dismiss, as well as permissible discovery prior to the hearing, is required." Dynasty Express Corporation v. Weiss, 675 So.2d 235, 239 (Fla. 4th DCA 1996).

46. Unfortunately, such factual situations like this occur all of the time, and BOA files thousands of foreclosure lawsuits throughout the country, while never

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owning the note in many suits they bring, while they make the same fraudulent claims before the court, often going unchallenged as they foreclose on peoples' homes.

47. Florida Rule lS40(b) also gives relief from judgment, decrees or orders if there is merit to the case, which there is in this case. In paragraph (b) on motion and upon such terms that are just, the court may relieve a party or a party's legal representative from a final judgment, decree, order, or proceeding for the following reasons:

1. Mistake, inadvertence, surprise, or excusable neglect;

11. Newly discovered evidence which by due diligence could not have been discovered in time to move for a new trial or rehearing; and

iii. Fraud (whether heretofore denominated intrinsic or extrinsic), misrepresentation, or other misconduct of an adverse party.

The rule does not limit the power of a court to entertain an independent action to relieve a party from a judgment, decree, order or proceeding or to set aside a judgment or decree for fraud upon the court. From the plaintiffs own pleading, it is easy to see where there have been both fraud and misrepresentation in this case.

WHEREFORE, the Defendants, CELIZENA JULME; VILAMAR JULME, request this Court to Cancel the foreclosure sale scheduled for October 29, 2009 pending a full Evidentiary Hearing; vacate the Final Judgment of Foreclosure, dismiss the Plaintiffs complaint with prejudice; award the Defendant attorney's fees and for all other relief to which the Defendant proves himself entitled.

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CERTIFICATE OF SERVICE

I HEREBY CERTIFY that a true and correct copy of the foregoing was forwarded via facsimile and U.s. Mail, on thi~"!:: day of September, 2009, to: Gabrielle M. Strauss, SMITH,

HIATT & DIAZ, P.A., Attorneys for Plaintiff, P. O. Box 11438, Ft. Lauderdale, Florida 33339-

1438; Fax: (954)564-9252.

LOAN LA WYERS, LLC Attorneys for Defendant

377 North State Road 7, Suite #202 Plantation, FL 33317

Telephone: (954) 523-4357

Facsimile: (9 581-2786

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Wilshire Credit Corporation 14523 SW Millikan Way #200 Beaverton, OR 97005

Loan No. 0092370675· 9605

This form was prepared by: Argent Mortgage Company, LlC

Address

3 Park Plaza, 10th Floor, Irvine, CA 92614

Telephone No. (888)311·4721

ASSIGNMENT OF MORTGAGE

FOR VALUE RECEIVED, the undersigned holder of a Mortgage (herein "Assignor") whose address is 3 Park Plaza, 10th Floor, Irvine, CA 92614

does hereby grant, sell, assign, transfer and convey, unto __ *"-*"'*=-- (herem "Assignee")

a ~ organized and existing under the laws 01 _

whoseaddressis ~

a certain Mortgage dated 01/12106, made and executed by

VILAMAR JULME and CEUZENA JULME, Husband and Wife

***U.S. Bank Na~ional Associa~ion. as Successor Trus~ee to Bank of America. Na~ional Association, as successor by merger ~o LaSalle Bank, N.A. as Trus~ee for ~he MLMI Trus~ Series 2006-ARI

to and in favor 01 Argent Mortgage Company, LLC upon the

[allowing described property situated in BROWARD County, State of Florida:

"EXHIBIT A ATIACHED HERETO AND MADE A PART HEREOF"

such Mortgage having been given to secure payment of three hundred sixty-nine thousand seven hundred fifty and

($ 369,750.00 ) which Mortgage Is of Record In Book, Volume, or Llber

Include the OrigInal Prmcipol!) Amount of Loan ~ Jl.~ '4I(p

No.+t3Z1P, at page 4<Y-lf! (or as No/d51i92a) of the COUNTY Records of BROWARD County. State of Florida, together with the note(s) and obligations therein described and the money due and to become due thereon with interest, and all rights accrued or to accrue under such Mortgage.

TO HAVE AND TO HOLD the same unto Assignee, Its successor and assigns, forever, subject only to the terms and conditions of the above-described Mortgage,

IN WITNESS WHEREOF, the undersigned Assignor has executed this Assignment of Mortgage on 01/2312006

Witness Shaniya Pace

Argent Mortgage Company, LLC

(Assignor)

Witness

Wendeliz Estrada

state of New York County of Westchester

On 01/23/2006 before me, Richard E Price personally appeared Marcia Morgan

personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within Instrument and acknowledged to me that he/she/they executed the same in his/herltheir authorized capacity(iesl, and that by his/her/their signature(s) on the instrument the persorus) or the entity upon behalf of which is the persorus) acted, executed the instrument

FlICHAf'ltl E. I'klee

NOTARY PUBLIC, STATE OF NEW YO~K NO. 01 PR5057755

QUfl.UF1ED iN WESTCHESTER COUNTY COMMiSSI();Ii r:Xf'H,ES MARCH 25, 20JQ_

and official seal

(Seal)

7~O·r::L (1 Zl2005J Rev 03

EXHIBIT

A

I,

Department of State

Division of Licensing Services Licensee Information

-~---.

ID Number: OlPR5057755

Name: PRICE RICHARD E

Business Name: NOT APPLICABLE

Business Address: NOT APPLICABLE

County: WESTCHESTER

License Type: NOTARY PUBLIC Expires: 03/25/2010

( Name Search] [ Business Name Search J [ ID Search] [ Licensee Search Menu J

I 01\'1$1(1) OrLIC~J1SUlg ServIces Home Page r [NYS Dcp~r1mcnl uf Slnl0 Home Pa~c J

EXHIBIT

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I of I 9/24/2009 1:24 P[I,

Offu::e of the County Clerk, Westchester County, New York

PUBLIC VIEWER I FAQs I CONTACT US I DIRECTIONS I QUESTIONS

Renewing Your Notary Public Commission How do I renew my notary public commission?

The term of a rotary public expires after four years A renewal a pphcanon IS mailed to the rotary approximately Ihree months prior to the expiration of his or her comrrusson. Please send Ihls rotary renewal (arm, along with a $60 00 fee payable to "Westchester County

:! Clerk" to The Office of the Westchester County Clerk, 110 Dr. Martin Luther King Jr. Blvd., Attn Notary Dept, Room 330, White Plains. NY 10601 It IS reoommended that you include a self addressed, stamped envelope, so that a receipt can be returned to you once your renewal is processed by this office.

If you have renewed in a timely fashion, once you have a receipt from this office you may add four years to your expiration date and continue to notarize You do not need to walt to receive your idem ifica t ion ca rd from the Department of State 11 may take three or four months from the time you renew with this office for you to receive your Identificahon card from the ~'y>!_Y_or~£l~_Djmartm.ellLof Sla~

If you have Jost or misplaced your Notary Renewal Form, please contact our Notary Department via phone at (914)995-3071 or email ~C-Notary@westchestergov.com and we can arrange 10 have an emergency renewal form sent to you

'L!.,oII County Clerk V,dil"u::, ~1 CountY' Clerk Brocl1Ures

-

_ Starting 0 Busine ss ?

...

.: N8-~d d L eLla I Reco rd?

en CopyrIght 2007 Westchester County ClerK AJI Rights Reserved

No duphcahOn or reuse of any Item 'WIthout the excress wntten consent cf the OffICe of the WestcheSler County Clerk

a !'I A !'Irma I·, 1 Dl\~

I I ~.I ........-

.. umber: 0092370675 - 9605

ADJUSTABLE RATE NOTE '2 IloLlL G

(L1BOR lndax- Rate Caps)

THE STATE DOCUMENTARY TAX DUE ON THIS NOTE HAS BEEN PAID AND THE PROPER STAMPS HAVE BEEN AFFIXED TO THE MORTGAGE

THIS NOTE CONTAINS PROVISIONS ALLOWING FOR CHANGES IN MY INTEREST RATE AND MY MONTHLY PAYMENT. THIS NOTE LIMITS THE AMOUNT MY INTEREST RATE CAN CHANGE AT ANY ONE TIME AND THE MAXIMUM RATE I MUST PAY, THIS LOAN HAS A PREPAYMENT PENALTY PROVISION.

January 12, 2006 [Dale]

White Plains (Cily]

NY [State]

721 NW 70 TERRACE, PLANTATION, FL 33317 [Property Address]

1. BORROWER'S PROMISE TO PAY

In return for a loan that I have received, I promise to pay US. $ 369,750.00 (this arnounl is called "principaJ"), plus

interest, to the order of the Lender. The Lender is Argent Mortgage Company, LLC

I understand that the Lender may transfer this Note. The Lender or anyone who takes this Note by transfer and who is entitled to receive payments under this Note is called the "Note Holder."

2. INTEREST

Interest will be charged on unpaid prlncioal until the full amount of principal has been paid. I Will pay interest at a yearly rate of 6.750 %. This interest rate I will pay may change in accordance with Section 4 of this Nole. The interest rate required by this Section 2 and Section 4 of this Note is the rate I will pay both before and after any default described in Section 7(8) of this Note,

3. PAYMENTS

(A) Time and Place of Payments

I will pay principal and interest by making payments every month,

I will make my monthly payments on the first day of each month beginning on March 1, 2006 I will make these payments every month until I have paid all of the principal and interest and any other charges described below that I may owe under this Note. My monthly payments will be applied to interest before principal. If, on February 1, 2036 , I still owe amounts under this Note, I will pay those amounts in full on that date, which IS called the maturity date.

I will make my payments at: 505 City Parkway West, Suile 100, Orange, CA 92868

or at a different place if required by the Note Holder.

(8) Amount of My Initial Monthly Payments

Each of my initial monthly payments will be in the amount of U.S. $ 2,398.20

This amount may change,

(C) Monthly Payment Changes

Changes in my monthly payment will reflect changes in the unpaid principal of my loan and in the interest rate that I must pay. The Note Holder will determine my new interest rate and the changed amount of my monthly payment in accordance with Section 4 of this Note,

4. INTEREST RATE AND MONTHLY PAYMENT CHANGES (A) Change Dates

The interest rate I will pay may change on the first day of February, 2008 ,and on that day every sixth month thereafter. Each date on which my interest rate could change is called a "Change Date,"

(B) The Index

Beginning with the first Change Date, my interest rate will be based on an Index. The "Index" IS the average of interbank offered rates for six-month U,S. dollar-denominated deposits in the London market ("LlBOR"), as published in The Wall Street Journal. The most recent Index figure available as of the date 45 days before the Change Date is called the "Current Index."

If at any point in time the Index is no longer available, the Note Holder will choose a new Index that is based upon comparable information. The Note Holder will give me notice of this choice.

(C) Calculation of Changes

Before each Change Date, the Note Holder will calculate my new interest rate by adding six percentage porous) ( 6.000 %) to the Current Index. The Note Holder will then round the result of this addition to the nearest one-eight of one percent (0.125%). Subject to the limits stated in Section 4(0) below, this rounded amount will be my new interest rate until the next Change Date. The Note Holder will then determine the amount of the monthly payment that would be sufficienl to repay the unpaid principal that I am expected to owe at the Change Date in full on the Maturity Date at my new interest rate in substantially equal payments. The result of this calculation will be the new amount of my monthly payment.

/.1-

lrutials (_"... "I

EXHIBIT

01/1212006656'53 AM

201- iFl (Rey G7IO)}

1 of 3

Loan Number: 0092370675 - 9605

(D) Limits on Interest Rate Changes

The interest rate I am required to pay at the first Change Date will not be greater than 8.750 % or less than 6.750%. Thereafter. my .interest rate will never be increased or decreased on any single Change Date by more than One percentage poinus) 1.000%) from the rate of Interest I have been paying for the preceding SIX months. My interest rate will never be greater than 12.750 % or less than 6.750 %.

(E) Effective Dale of Changes

My new interest rate will become effective on each Change Date. I will pay the amount of my new monthly payment beginning on the first monthly payment date after the Change Date until the amount of my monthly payment changes again.

(F) Notice of Changes

The Note Holder will deliver or mail to me a notice of any changes in my interest rate and the amount of my monlhly payment before the effective date of any change. The notice will include information required by law \0 be given me and also the title and telephone number of a person who will answer any question J may have regarding the nolice.

5. PREPAYMENT PRIVILEGE

I may repay ail or any part of the principal balance of thts Note in accordance with the terms of this Seclion. A "prepayment" is any amount that I pay in excess of my regularly scheduled payments of principal and interest that the lender will apply to reduce the outstanding principal balance on this Note in accordance with this Seclion.

(A) Prepayment Made Two (2.00) year(s) After the Date of this Note

I will not have to pay a prepayment charge if I make a prepayment on the Two (2.00) year anniversary of the date this Note Is executed, or at any lime thereafter.

(B) Prepayment Made Within Two (2.00) year(s) of the Date of this Note

I will pay lender a prepayment charge if, in any twelve (12) month period before the Two (2.00) year(s) anniversary of the dale this Nole is executed. I prepay more than 20% of the original principal balance of this Note. The prepayment charge will be six (6) months interest, at the rate then in effect on this Note. on the amount in excess of 20% of the original principal balance that I prepay within such 12 month period.

(C) Application of Funds

I agree that when I indicate in writing that I am making a prepayment. the lender shall apply funds It receives first to pay any prepayment charge and next in accordance with the order of application of payments set forth in Section 2 of the Security Instrument.

(D) Monthly Payments

If J make a prepayment of an amount less than the amount needed to completely repay all amounts due under this Note and Security Instrument. my regularly scheduled payments of principal and interest will not change as a result.

6. LOAN CHARGES

If a law, which applies to this loan and which sets maximum loan charges. is finally interpreted so that the interest or other loan charges collected or to be collected in connection with this loan exceed the permitted limits. then: (i) any such loan charge shall be reduced by the amount necessary to reduce the charge to the permitted limit; and (ii) any sums already collected from me which exceeded permitted limits will be refunded to me. The Note Holder may choose to make this refund by reducing the principal lowe under this Note or by making a direct payment to me. If a refund reduces the principal. the reduction will be treated as a partial prepayment.

7. BORROWER'S FAILURE TO PAY AS REQUIRED

(0)

(A) Late Charges for Overdue Payment

If the Note Holder has not received the full amount of any monthly payment by the end of fifteen calendar days after the date it is due, I will pay a late charge to the Note Holder. The amount of the charge will be 5.000% of my overdue payment of principal and interest. I will pay this late charge promptly but only once on each late payment.

(B) Default

If I do not pay the full amount of each monthly payment on the date it is due. I will be in default.

(C) Notice of Default

If I am in default. the Note Holder may send me a written notice telling me that if I do not pay the overdue amount by a certain date. the Note Holder may require me to pay immediately the full amount of principal which has not been paid and all the interest that lowe on that amount. The date must be at least 30 days after the dale on which the notice is delivered or mailed to me.

No Waiver by Note Holder

Even If, at a lime when J am in default. the Nole Holder does not require me to pay immediately In full as described above. the Nole Holder will still have the right to do so if I am in default at a later time.

Payment of Note Holder's Costs and Expenses

If the Note Holder has required me to pay immediately in full as described above. the Note Holder Will have the right to be paid back by me for all of its costs and expenses in enforcing this Note to the exlent not prohibited by applicable law. Those expenses include. for example. reasonable attorneys' fees.

(E)

B. GIVING OF NOTICES

Unless applicable law requires a different method. any notice that must be given to me under th:s Note will be given by delivering it or by mailing it by first class mail to me at the Property Address above or at a different address if 1 give the Note Holder a notice of my different address.

Any notice that must be given to the Note Holder under this Note will be given by mailing It by first class mail to the Note Holder at the address slated in Section 3(A) above or at a different address if I am given notice of that dlfferenl address.

2 of 3

IOlllalsC: \.7 01/12120066.5653 AM

.,)--) A OLfdiO

lOa" Number: 0092370675 - 9605

9, OBLIGATIONS OF PERSONS UNDER THIS NOTE

If more than one person signs this Note, each person is fully and personally obligated to keep all of the promises made in this Note, including the promise to pay the full amount owed. Any person who is a guarantor, surety or endorser of this Note is also obligated to do these things. Any person who takes over these obligations, including the obligations of a guarantor, surety or endorser of this Note, is also obligated to keep all of the promises made in this Note. The Note Holder may enforce its rights under this Note against each person individually or against all of us together. This means that anyone of us may be required to pay all of the amounts owed under this Note

10. WAIVERS

I and any other person who has obligations under this Note waive the rights of presentment and notice of dishonor. "Presentment" means the right to require the Note Holder to demand payment of amounts due. "Notice of Dishonor" means the right to require the Note Holder to give notice to olher persons that amounts due have not been paid.

11. UNIFORM SECURED NOTE

This Note is a uniform instrument with limited vanations in some jurisdictions. In addition, 10 the protections g1Ven to the Note Holder under this Note, A Mortgage, Deed of Trust or Security Deed (the "Security instrument"). dated the same as this Note, protects the Note Holder from possible losses which might result if I do nol keep the promises that I make in this Note, That the Security Instrument describes how and under what conditions I may be required to make immediate payment in full of all amounts lowe under this Note. Some of lhose conditions are described as follows:

Transfer of the Property or a Beneficial Interest in Borrower. If all or any part of the Property or any interest In It IS sold or transferred (or if a beneficial interest in Borrower is sold or transferred and Borrower is not a natural person) without the lender's prior written consent, Lender may, at its option, require immediate payment in fuJI of all sums secured by this Security Instrument. However, this option shall not be exercised by Lender if exercise is prohibited by federal law as of the date of this Security Instrument. lender also shall not exercise this option if: (a) Borrower causes to be submitted to lender information required by Lender to evaluate the intended transferee as if a new loan were being made to the transferee: and (b) Lender reasonable determines that lender's security will not be impaired by the loan assumption and that the risk of a breach of any covenant or agreement in this Security Instrument is acceptable to lender.

To the extent permitted by applicable law, lender may charge a reasonable fee as a condition of lender's consent to the Joan assumption. lender may also require the transferee to sign an assumption agreement that is acceptable to lender and that obligates the transferee to keep all the promises and agreements made in the Note and in this Security Instrument. Borrower will continue to be obligated under the Nole and this Security Inslrument unless Lender releases Borrower in writing.

If lender exercises the option to require immediate payment in full, lender shall give Borrower notice of acceleration. The notice shall provide a period of not less than 30 days from the date the notice is delivered or mailed within which the Borrower must pay all sums secured by this Security Instrument. If Borrower fails to pay these sums prior to the expiration of this period, lender may invoke any remedies permitted by this Security Instrument without further notice or demand on Borrower.

Oral agreements, promises or commitments to lend money, extend credit, or forbear from enforcing repayment of a debt, including promises to extend, modify, renew or waive such debt, are not enforceable. This written agreement contains all the terms the Borrower(s) and the Lender have agreed to. Any subsequent agreement between us regarding this Note or the instrument which secures this Note, must be in a signed writing to be legally enforceable.

WITNESS THE HAND(S) AND SEAL(S) OF THE UNDERSIGNED,

...- (Seal)

Borrower ***

PAY TO THE ORDER OF

WITHOUT RECOURSE

ARGENT MORT COMPANY. LlC

***U.S. Bank National Association, as Successor Trustee to Bank of America, National Association, as successor by merger to LaSalle Bank, N.A. as Trustee for the MLMI Trust Series 2006-ARl

-;::--,--- (Seal)

Borrower

201·3fl {Rev 07f03}

3 of 3

01/12/2006 6.56:53 AM

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Bank of America Completes Purchase of LaSalle Bank

Commercial Real Estate Banking to be Based in Chicago CHARLOTTE, N.C., Oct. 1 jPRNew5wire-FlrstCplU -- Bank of America Corporation today completed its purchase of ABN Amro North America Holding Company, parent of LaSalle Bank Corporation and its subsidiaries, from ABN Amro Holding NV to create the largest bank franchise by deposits in Illinois and in Michigan.

(Logo: flttp:! /www.newscorn.corn/cqi -bin/prnl1/2Q050nO /CLW086LOGO-b )

Bank of America significantly expands its metropolitan Chicago and Michigan presence by adding LaSalle's 17,000 commercial banking clients, 1.4 million retail customers, 400 banking centers and 1,500 ATMs. Bank of America marks its ratail branch entry in Michigan, where it now has 256 offices. It also adds LaSalle's six banking offices in Indiana.

"LaSalle customers and commercial clients can now enjoy the benefits of the largest retail bank in the nation," said Kenneth D. Lewis, Bank of America chairman and chief executive officer. "Clients will have access to a world- class range of commercial banking and wealth management products and services, and benefit from Bank of America's demonstrated commitment to the communities it serves. We look forward to helping thousands of new customers and clients realize their dreams through the financial opportunities Bank of America can offer."

Customer Convenience

Beginning today, Bank of America and LaSalle customers can access the nation's largest network of more than 18,500 ATMs to make cash withdrawals with no ATM Fees. For example, a Bank of America customer can now withdraw cash From a LaSalle ATM in Chicago with no fees and a LaSalle customer can now do the same at any Bank of America ATM throughout the U.S.

LaSalle customers should continue to bank as usual by phone, ATM, online or at their regular LaSalle branch. In addition, LaSalle customers should continue to use their LaSalle debit and ATM cards. In the coming months customers will be notified about the change from LaSalle Bank to Bank of America as well as when they can begin using Bank of America offices for other banking services in addition to ATMs.

Along with having the expanded depth and breadth of Bank of America's retail and small business banking services, LaSalle's commercial clients will benefit from expanded credit and treasury services capabilities and enhanced access to global capital markets and investment banking.

LaSalle signs will begin to change to the Bank of America brand during the first quarter of 2008. Those changes will take place throughout 2008.

In the Community

Bank of America also today announced a $70 billion community development goal in Illinois and a $25 billion goal in MichIgan to build on the outstanding track records of Bank of America and LaSalle in delivering capital and credit to low- and moderateincome and minority communities.

The strategic plan for Illinois and Michigan are new goals In

EXHIBIT

support of Bank of America's national commitment of community development lending and investment of $750 billion over 10 years in low- and moderate-income and minority communities. The Illinois and Michigan goals also will occur in a lO-year period beginning in January of 2008 and are intended to address the unique needs of the market.

During the course of the new 10-year strategic plan, the annual production for the combined company will average $7 billion a year in Illinois, or $70 billion over the course of the plan. In Michigan, the company will average $2.5 billion a year or $25 billion in the same period.

The more than $17 million in combined annual philanthropic giving in Michigan and Illinois by Bank of America and LaSalle will be sustained.

ExecutIve Leadershlp

Bank of PJl'IerlCa today also announced several ~~ecutive leadership changes.

LaSalle Bank Chairman Norman Bobins will become chairman emeritus of LaSalle, assist in the merging of the two organizations and represent Bank of America in the community, with clients and customers. As previously announced, he will retire at the end of the year.

LaSalle Bank President and Chief Executive Officer Robert Moore will serve as the laSalle transition executive working closely with Barbara Desoer, Bank of America's Global Technology and Operations executive. He will continue to oversee legacy LaSalle businesses in addition to his transition duties. He has decided to pursue other opportunities at the end of year.

Bank of America also plans to relocate its Com mercial Real Estate Banking headquarters to Chicago from Atlanta. Eugene Godbold, a 2S-year veteran of the company, will continue as president of the business and move to Chicago. Bank of America is the nation's largest provider of commercial real estate financial services.

Additionally, Kieth Cockrell will assume a new role as the regional executive For banking centers in Michigan, Illinois and Indiana. Cockrell, who most recently was the national sales executive for Globa! Consumer and Small Business Banking and joined Bank of America in 1993, also will serve as market president for Detroit.

Cockrell previously served as consumer executive for the Mid-Atlantic consumer division and before that was executive vice president of Debit, ATM and Smart Card Services. In 2000 he was the Customer Service and Support executive managing call centers nationwide.

Bank of America

Bank of America IS one of the world's largest financial institutions, serving individual consumers, small and middle market businesses and large corporations with a full range of banking, investing, asset management and other financial and risk-management products and services. The company provides unmatched convenience in the United States, serving 57 million consumer and small business relationships with more than 5,700 retail banking offices, more than 17,000 ATMs and awardwinning online banking with more than 22 million active users. Bank of America is the No.1 overall Small Business Administration (SBA) lender in the United States and the No.1 SBA lender to minority-owned small businesses. The company serves clients in 175 cou ntries and has relationships with 9S percent of the U.S. Fortune 500 companies and 80 percent of the Fortune Global 500. Bank of America Corporation stock (NYSE:

BAC) is listed on the New York Stock Exchange.

Photo: NewsCom: 1J.J;J;Q;_LL_www.new,,:?,l:om.cQmL£9..L:bjo (prnh/200S07WCJ,._Ilv086LOGO-Q

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SOURCE: Bank of America

2of3

9/2512009 9:59 At

CONTACT; Investors: Kevin Stitt, + 1-704-386- 5667, Lee McEntire,

+1-704-388-6780, Leyla Pakzad, +1-704-386-2024, or Reporters: Lawrence

Di Rita, + 1-704-941-1460, lawrence.dl_nta@bankofamerica.com, Scott Silvestri,

+1-980-388-9921, scott.silvestri@bankofamerica.com, all of Bank of America

Home. Pnvacy & Secunty • Ca reers • Site ~·jap

Bank of America, N.A. Member FDIC. EQ!!gJ_ti.Q_uSID9~Jj_er @ © 2009 Bank of America Corporation. All rights reserved.

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LaSalle Bank Midwest N.A.

Main article: Standard Federal Bank

The midwestern bank was headquartered in Troy, Michigan, with $43 billion in assets and $24.1 billion in deposits. LaSalle was one of the largest banks in the Midwest, serving individuals, small businesses, middlemarket companies and institutions through 264 branches and 1,000 A TMs in Michigan and Indiana. It was founded in 1893 and was known as Standard Federal Bank before it adopted the LaSalle name in 2005.

Sale to Bank of America

On April 23, 2007, an agreement was made to sell LaSalle Bank Corporation to Bank of America for $21 billion[ 1] Bank of America Corp officially took over LaSalle Bank Corp on October I, 2007 [2]. The acquisition makes Bank of America the largest bank by deposits in both Chicago and Detroit; Bank of America previously had a minimal presence in Chicago and none in Michigan [3]. The banks adopted the Bank of America name on Sunday, May 4, 2008.[4]

Sponsorships

LaSalle sponsored a number of events in its Chicago home. Many of these events will now be re-branded with Bank of America's name.

• LaSalle Bank Open a Nationwide Tour golf tournament

• The Chicago Marathon

• The Chicago White Sox

• The International Music Foundation (httpv/www.imfchicago.org) Dame Myra Hess Memorial Concert

• The Navy Pier Winter WonderFest

• The Shamrock Shuffle (http://www.shamrockshuffle.com) the largest 8 km race in the world

References

1. "ABN AMRO announces USD 21 billion sale of La Salle to Bank of America (http://www.abnamro.com Ipressroom/releases/2007/2007-04-2J-en-l.jsp) .

2. "Bank of America I Newsroom - Press Releases (http://bankofamerica.mediaroom.com /index. phprs=press _releases&item=7885)

J. "Bank of America to buy La Salle Bank for $21 B, enters Chicago area - U.S. business - MSNBC.com (http://www.msnbc.msn.comlid/18269962/)

4. "Bank of America name replaces laSalle [Jansingstatejoumal.com I Lansing State Journal

(http://www.lansingstatejoumal.comlapps/pbcs.dlllarticle? AID=1200805 02INEWSOJ/805020J 82)

Retrieved from" http://en.wikipedia.orglwikilLaSalle _Bank"

Categories: Banks based in Illinois I Private banks I Bank of America legacy banks I Defunct companies based in Chicago, Illinois

• This page was last modified on 17 July 2009 at 09:22 .

• Text is available under the Creative Commons Attribution-ShareAlike License; additional terms may apply. See Terms of Use for details.

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SEC Info Home Search Mv Interests Help User Info Matis Aba

Mortgage Loan Asset-Backed Certificates/Series 2006-Arl . 8-K .

For 4/27/06 . EX-4.1

Filed On 5112/06 4:06pm ET

SEC File 333-130545-03 . Accession Number 950123-6-6324

Find in this entire Filing. Show Docs searched and every "hit".

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3:241

Current Report . Form 8-K Filing Table of Contents

Document/Exhibit

Description

Pages Size

1: 8-K

2: EX-4.1 3: EX-99.1

Current Report

Ex-4.1: Pooling and Service Agreement Ex-99.1: Mortgage Loan and Sale Assignment

Agreement

5

10K 771K 30K

225

11

EX-4.1 . Ex-4.1: Pooling and Service Agreement Exhibit Table of Contents

(sequential)

(alphabetic)

[stPi\~

" Pooling and Servicing Agreement 2 Table of Contents

16 Upper Tier REMIC

" The Certificates

18 Article r Definitions

" Accountant's Attestation

" Additional Form [0-0 Disclosure 19 Agreement

" Appraised Value

" Assessment of Compliance 20 J\..JK!.!QI1

" Authenticating Agent

21 Certificate Principal Balance 24 Class A-2A Certiftcate

25 Class A-2B Celtificate

" Class A-2C Certificate 26 Class A-2D Certificate 28 Class B-2 Certificate 30 C:l<.!~S:.13..:l_ Certifjcat~ 31 C.!Q5;;J?~1 C~I1iLi_cate

• Altemative Formats (RTF, XML, et al.)

• Accountant's Attestation

• Additional Form 10-D Disc losure

• Agreement

• Appraised Value

• Article I Definitions

• Article Ii Conve)lance of Mortgage Loans:

Representations and Warranties

• Article Iii Administration and Servicing of Mortgage Loans

• Article I v Distributions

• Article Ix Termination

• Article Vii Default: Termination of Servicer

• Article Viii Conceming the Trustee

• Article Vi the Depositor and the Servicer

• Article V the Certificates

• Article X Miscellaneous Provisions

• Assessment of Compliance

EXHIBIT

~

• Auction

• Authenticating Agent

" Section 8.11. Appointment of Co-Trustee or Separate Trustee

150 Section 8.12. Tax Matters 152 Article Ix Termination

" Section 9.01. Termination upon Liquidation or RCR.!!!"chase oL!lUvlortgage___1_Q_(l.ns

153 Section 9.02. Final Distribution on the Certificates 154 Section 9.03. Additional Termination Requirements

156 Article X Miscellaneous Provisions " Section 10.0 I. Amendment

158 Section 10.02. Counterparts

" Section 10.03. Governing Law

" Section 10.04. Intention of Parties " Section 10.05. Notices

159 Section 10.06. Severability of Provisions " Section 10.07. Assignment

161 Section 10.08. Limitation on Rights of C ertificateholders

" Section 10.09. Inspection and Audit Rights 162 Section 10.10. Certificates Nonassessable and

Fully Paid

" Section 10.11. Compliance with Regulation AB " Section 10. I 2. Third Partv Rights

" Section 10.13. Additional Rights of the NIMs Insurer

198 LaSalle Bank National Association. as trustee

EX-4.1

1st Page of 225

- Section 8.06. Indemnification and Expenses of

Trustee

- Section 8.07. Eligibility Requirements for Trustee • Section 8.08. Resignation and Removal of Trustee - _~ction 8.09. Successor Trustee

• Section 8.10. Merger or Consolidation of Trustee

• Section 8.11. Appointment of Co-Trustee or Separate Trustee

• Section 8.12. Tax Matters

• Section 9.01. Tennination upon Liquidation or Repurchase of all Mortgage Loans

-Section 9.02. Fi_nal Distr,ibution O)1_jh~_5=erti:fi_c;i!!~.~

• Section 9.03. Additional Termination

Requirements - Securities Act

• Servicer

• Servicing Criteria

• Startup Day

- Subservicing Agreement

• Substitution Adjustment Amount

• Table of Contents

• Tax Matters Person

• The Certificates

• Transferor

• Trustee

• Upper Tier REMlC

- Upper Tier REMIC Net WAC Cap

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Jus t. 1st

Sponsored Ads ...

EXECUTION COpy

MERRILL LYNCH MORTGAGE INVESTORS, INC., Depositor

WILSHIRE CREDIT CORPORATION, Servicer

and

LASALLE BANK NAT~ONAL ASSOCIATION, Trustee

POOLING AND SERVICING AGREEMENT Dated as of ~_r_i,_1_l!_?9_q_6.

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MERRILL LYNCH MORTGAGE INVESTORS TRUST, MORTGAGE LOAN ASSET-BACKED CERTIFICATES, SERIES 2006-AR1

EX-4.1

2nd Page of 225

Bottem

TABLE OF CONTENTS

Jus;: 2r:d

[Downloaci Table)

PAGE

~AR~T~I~C=L=E~I~ __ ~D~E=F~I~N~I~T~I~O~N~S .

ARTICLE II

CONVEYANCE OF MORTGAGE LOANS; REPRESENTATIONS AND

WARRANTIES .

SECTION 2.01. Conveyance of Mortqaqe Loans .

:,:)ECTI_ON _ 2. 02_-'---_----'-~'.:_cept_ilI"lce~he Tn:.sc.e.e of the Mortgaqe Loans .

SECTION 2.03. Representations, Warranties and Covenants of the

Derosi tor __

:':)!';.C:T10N _L_q_:!_,_ __ Rep£.es.§n~ation~_a.,,!}9 ~\'ar ranLies of the Servicer .

SECTION 2.05. Substitutions and Repurchases of Mortgage Loans that

are not "Qualified Mortgages" .

SECT ION 2.06. Jl.uthentication iJnd Dell very of Certificate:;; .

=S~E~C~T~I~O~N~2~.O~~~. __ ~R~E~M~I~C~E~l~e~c~t~i~o~r~1~s .

~S=E~C~T~I~O~N~2~.~O~8~. __ ~[~RE~S=E~R~VE~D~] .

SECTION 2.09. Covenants of the Servicer .

~S=E~C~T~I~O~N~2~.~1~O~. __ ~[~RE~S=E~R~VE~D~] .

SECTION 2.11. Permitted }\.ctivities of the Trust .

SECTION 2.12. QualifyinG special Purpose Entitv .

ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGE LOANS _ .. _

SECTION 3.01. SECTION 3.02.

Ser'Jicer to Service t~ortgage Loans .. , .

Servicina and Subservicinq; Enforcement of the

SECTION 3.03.

Obligations of Servicer , .

Rights of the Deoositor and the Trustee in Respect of

the Servicer , , , , ,

_$J;_~'LLQ_t:!__ :3 ,_Q_L._~.!.:!.ste~il.....:'\_C:_t; __ as .. Service!. , , , .

SECTION 3.05. Collection of Nortgage Loan Payments; Collection

Account; Certificate Account .

§_EC,I~ ON._ 3 .Jl_6_,__~,:,c;D_SC__lion 0 Z_ Taxe_s , __ As ~~s s!!:ien t s. and Simi). ar I terns;

Escrow' Accounts , .

12

66 66 68

70 74

75 75 76 81 81 B1 81 81

81 81

83

84 84

85

88

SECTION 3.07. .l:\_ccess t.o Certain Documentat. ion and Informat.lon

!3o.eqard~_l1_g__ the ~·lort_gage . .1.?an~ , _ . 89

SECTTON 3.0S. Permitted Withdrawals from ~he Collection Account and

Certificate Account .. " . . . . . . . . .. . . . . . .. .. . . .. . .. . .. . . . 89

SECTION 3.09. [RESERVED] _ .. _ . . . . . . . . . . . . . . 91

§_~_CT J:_.Q_l!_ 3. 1 O._JeJaiIl_te!.1~I_~_g_~l_l:!_?_zard J_Il_§_~L~5..5. . . . . . . . . . . . . . . . . . . . . . . . 91

SECTION 3.11. Enforcement of Due-On-Sale Clauses; Assumption

Aareements , _ . . . . . . . . . . . . . . . . . . . . . . . . 92

§_~C1'JQt,!_ ~E;---,--- __ l\e~l i z a ti on UEQx}_._Il~f a ul t e..9._119_:: l g a~._ Loan s ; Determination of Excess Proceeds; Special Loss

[vIi tiqation _ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93

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SECTION 3.13. SECTIOl~ 3.14.

Trustee to Cooperate: Release af Mortqage ~iles .

Documents, Records and Funds in Possession of Se~vlceT

to be Held for the Trustee .

SECTION 3.15. Servici.ng Compensation .

SECTION 3.16. Access to Certain Documentation .

if~_T_I_O.!'!_}..:_l_"i'. _ _"_z".~0_ual ..ll.§.~~me;2t.?_§_...!.2._~_QI!!ill a;~~ .

Annual Indecendenc Fublic Accountants' Servicinq

SECTION 3.18.

Statement; financial Statements .

~g: ~II _2!i_ ~"~ 2..c _ Y i q h 1;.? .. ° f_ _ t:_h~_!!I!i.!3.I~}~.~_i!.i . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

SECTION 3.20. Periodic Filings .

SECTION 3.)1. Indemnification bv Trustee .

g~'I' IQ~ .0..,.;2_{-,- .. J~!.':~!'!!.fl~f)_gCll) o!:l_£Y __ S e.~;.'Ag.£:~ .

SECTION 3.23. Prepa\'TI',ent Charge Feportinq Requirements .

SECTION 3.24. Information to the Trustee .

SECTION 3.25. Indemnification .

=S~E~C~T~I~O~N~3~.~2~'~o~. __ ~~~)o~n~s=o~1~i~c~1~· '=~a~t~i~c~1n .

SECTION 3.27. High Cost Mortqage Loans .

AR T..'-I_C_L E.;.__:I V __ D_I"'S.;:_::,TR:...=I.::.B...;:,U...:;T_I_O_N_S .

~S_E~C~"T~I~O~t~1~4~ ...... O~1~·~. __ -,-A~d~\ ..... r2~r.~.~c~e=s ....•...•......................•...•...........

SECTION 4.02. Reduction of Servicinq Compensatlon in Connection with

SECTION 4.03.

Preo~y~ent Interest ShorLfa1ls .

Distr'ibutians en '[he RUHC Interests .

SECTION 4.04. Distributi.ons .

g_C:1_IQti__j .. ,_Q_?-,. _ ____!i_o_l'}_!:P.J..'y' __ ~':....~~~me n t .. s__!2.. C e ~.~i fie ~ e h 0 1 de r s • . . • • • . • • • . . • • .

ARTICLE V THE CERTIFICATES .

SECTION 5.01. The Certi ficates .

~:E=CTIOJ:::l.5....:._01....:..._.s;:.!2...!~.:!, .. Kjcat.~-'R.eg_~~_f~_£L P.'c~is:ra1:.ion of .;:'ransfe:- and

Exchanqe of Certificates .

SECTION 5.03. Eutila,::ed, Destroyed, Lost cr Stc.'len Certif:.ca::es .

SECT~.Q.!:!' .. ~-'_Qi_._E_e_J::.so!l.:i_jleeIT1ed O\.;ner§ .

SECTION 5.05. Access to List of Certificateholders' Names and

Addresses .

. .'iECI_I ot'!__~.:Ji 6. __ _!3t.:)£li::Ent,;:_y .. <_::.~rt i..L.J,.f'.~_t:_El.s .

SECTION 5.07. Notices to Depository .

SECTION 5.08. Defl~itive Certificates .

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98 98 98 99

99 101 102 105 105 106 106 106 107 107

107 107

109 109 109 118

122 122

123 128 128

128 128 129 130

[:lawnl oa.~l Tab~. e)

PAGE

SECTION 5.09. [clalntenance of Office 01' Agency....... . . . . . . . . . . . . .. . .. 130

SECTION:' .10. _..:",uthentlcatinq Agents..... . . . . . . . . .. .. ... . . . . . . . . . . . . .. . 130

ServiceI' .

Merger or Consclidation of the Depositor or the

DEPOSITOR AND THE SERVICER.............................. 131

Respective Liabilities of the Depositor and the

131

ARTICLE VI THE
SECTION 6.01.
SECTION 6.02.
SECTION 6.03.
SECTION 6.04.
SECTION 6.05. Servicer .

LimitatlOTl on Liability o~ the DepOSitor, the Servicer

and Others .

Limitation on Resignation of Servicer .

Errors and Omissions Insurance; Fidelitv Bonds .

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ARTICLE VII DEFAULT; TERMINATION OF SERVICER............................ 133

.~~~IJ.~2~L:_E'V~f1_t.s of._Dej§i_ul t. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 133

SECTION 7.02. Trustee LO Act; AppoinLment of Successor............... 135

SECTION 7.03. Notif.icat ion to Certif' ce.t eho Lde r s . . . .. . . . .. . . . . . . . . . . . 136

ARTICLE VIII CONCERNING THE TRUSTEE...................................... 136

SECTION 8.01. Duties of the Trustee.................................. 136

SECTION 8.02. Certain Matters Affectlnq the ~rustee.................. 137

gc_'I'lO!,! 2.03. .._TS_ll.?_t e~. i'lot _;.!:.9_b1 e. fOl'._.~e rt i': i Cct t es 0 1 .. i:1.9r_!:.9~ge b.9~11:3.. 139

SECTION 5.04. Trustee May 0 ... 1:1 Cert.i f i ce t e s . . .. .. . .. . .. .. .. .. .. .. .. . .. 139

SECTION 8.05. Trustee's i~es and Expenses................. 139

S~C::'I'1.91~ 8. 06. _~.;:-0enl_0~flc2 t__.i,_on.~.D'L_~:':'fJe_nse~ .Q_~ _ Tru~tee. . . . . . . . . . . . . . . . 139

SECTION 8.07. E; igibili ty Regtllrements f,n Trustee................... 141

SECTION 2.08. Resignation and Removal of 'Trustee..................... 141

~_~~.IJON_2.._Q2'_._.~_l:l.f_~~.~~~ _ _'!'_r:~~_t;_ee. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 142

SECTION 8.10. Meraer or Consolidation of 'Irustee..................... 142

SECTION 8.1 J. .ll_ppoint.ment. of Co-Trust.ee Ot· Sep2ra~e Trustee.. . . . . . . . . 142

SECTION 8.12. Tax Natters............................................ 144

~AR~T~I~C~L~E~I~X~ __ T~E~RM~~I~N~A~T~I~O=N .

146

SECTION 9.01.

Termination upon Liquidation or Recurchase of all

SECTImJ 1.).02. SECTION 9.03.

t'-lQfl.g_~95. .. .1.2'§.!l~· . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Fi nel Distribution or. the Certi f icat.es .

Additional Termination Requ~rements .

146 147 148

ARTICLE X

SECTION 10.01. &·nendment.............................................. 149

SECTION 10.02. Cc.unterparts........................................... 151

MISCELLANEOUS PROVISIONS .

149

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[Download Table}

PAGE

~~~~-2~~~._G~·o~\~T~e~r~n~i~n~g~L~a~w .. _....................................... 151

~ntenr.lon of Parties................................... 151

~=-"~~-2.::...:....::...:::....:.........:N::..o::....:::.t=i-=c...::e=s . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 152

Severability of Provisions............................. 153

~~~~~~~~....:A~f~.~s~i~a~n~m~e~n~,t............................................. ]53

Limitation on Rights of Certiilcateholders........ . . . . . 154

Inspection and Audit Rights............................ 155

Certificates Nonassessable and Ful~y Paid.............. 155

Compliance with Requlation F.B.......................... 155

Third Pal:'ty Rights... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 156

I,cditional Riahts of the ~:Il'Js Insur·er.................. 156

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EXHIBIT A

FORMS OF CERTIFICATES

EXHIBIT B

MORTGAGE LOAN SCHEDULE

EXHIBIT C

[RESERVED]

EXHIBIT D

FORM OF TRUSTEE CERTIFICATION

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\'leighted Average Naximurn Rate Cap: With respect to a Distribution Date, the per annum rate equal to the weighted average (weighted in proportion to the results of subtracting from the aggregate Stated Principal Balance of each Mortgage Group, the current Certificate Principal Balance of the Class A-I and Class R Certificates, in the case of Group One, or the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, 1n the case of Group Two) of the Class A-I Maximum Rate Cap and the Class A-2 Maximum Rate Cap.

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ARTICLE II

CONVEYANCE OF MORTGAGE LOANS; REPRESENTATIONS AND WARRANTIES

SECTION 2.01. Conveyance of Mortgage Loans

The Depositor, concurrently with the execution and delivery hereof, does hereby sell, transfer, assign, set over and convey to the Trustee without recourse all the right, title and interest of the Depositor in and to the assets of the Trust Fund. Such assignment includes all interest and principal received on or with respect to the Mortgage Loans on or after the Cut-off Date (other than Scheduled Payments due on the Mortgage Loans on or before the Cut-off

Date) .

It is agreed and understood by the Depositor, the Servicer and the Trustee that it is not intended that any Mortgage Loan be included in the Trust that is, without limitation, either (i) a "High-Cost Home Loan" as defined in the New Jersey Home Ownership Act effective NO'Jember 27, 2003; (ii) a "High-Cost Home Loan" as defined in the New Mexico Home Loan Protection Act effective January., 2004; (iii) a "High-Cost Home no r t ae qe Loan" as defined in the Massachusetts Predatory Home Loan Practices Act effective November 7,2004; (iv) a "High-Cost Home Loan" as defined by the Indiana High Cost Home Loan Law effective Januarv

1, 2005 or (v) a "High-Cost Home Loan" as defined by the Illinois High Risk Home Loan Act effective Januarv 1, 2004.

In connectlon with such assignment, the Depositor does hereby deliver to, and deposit with, the Trustee or the Custodian, the following documents or instruments with respect to each Mortgage Loan:

(A) The original Mortgage Note endorsed in blank or, "Pay to the order of LaSalle Bank National Association, as trustee, without recourse" together with all riders thereto. The Mortgage Note shall include all intervening endorsements showing a complete chain of the title from the

Transferor to [ 1 .

(8) Except as provided below and for each Mortgage Loan that is not a MERS Loan, the original recorded Mortgage together with all riders thereto, with eVldence of recording thereon, or, lf the original Mortgage has not yet been returned from the recordlng office, a copy of the original Mortgage together with all riders thereto certified to be a true copy of the original of the Mortgage that has been delivered for recording in the appropriate recording office of the Jurisdiction in which the Mortgaged Property is located and in the case of each MERS Loan, the original Mortgage together with all riders thereto, noting the presence of the MIN of the Loan and elther language indicating that the Mortgage Loan is a MOM Loan or if the Mortgage Loan was not a MOM Loan at origination, the original Mortgage and the assignment thereof to MERS, with evidence of recording indicated thereon, or a copy of the Mortgage certified by the public recording office in which such Mortgage has been recorded.

(C) In the case of each Mortgage Loan that is not a MERS Loan, the original Assignment of each Mortgage in blank or, to "LaSalle Bank National

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AssociatIon, as t rus r ee . rr

(D) The original policy of title insurance (or a preliminary title report, commltment or binder if the original title insurance policy has not been received from the title insurance company) ,

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(E) Originals of any intervening assignments of the Mortgage, with evidence of recording thereon or, if the original intervening assignment has not yet been returned from the recording office, a copy of such assignment certified to be a true copy of the original of the assignment which has been sent for recording in the appropriate jurisdiction in which the Mortgaged Property is located.

(F) Originals of all assumptlon and modification agreements, if any.

(G) If in connection with any Mortgage Loan, the Depositor cannot deliver the Mortgage, Assignments of Mortgage or assumption, consolidation or modification, as the case may be, with evidence of recordlng thereon, if applicable, concurrently with the execution and delivery of this Agreement solely because of a delay caused by the public recording office where such Mortgage, Assignments of Mortgage or assumption, consolidation or modification, as the case may be, has been delivered for recordation, the Depositor shall deliver or cause to be delivered to the Trustee or the Custodian written notice stating that such Mortgage or assumptlon, consolidation or modification, as the case may be, has been delivered to the appropriate public recording office for recordation. Thereafter, the Depositor shall deliver or cause to be delivered to the Trustee or the Custodian such Mortgage, Assignments of Mortgage or assQmption, consolidation or modification, as the case may bet with evidence of recording indicated thereon, if applicable, upon receipt thereof from the public recording office. To the extent any required endorsement is not contalned on a Mortgage Note or an Assignment of Mortgage, the Depositor shall make or cause to be made such endorsement.

(H) With respect to any Mortgage Loan, none of the Depositor, the Servicer, the Trustee or the Custodian shall be obligated to cause to be recorded the Assignment of Mortgage referred to in this Section 2,01. In the event an Assigrrment of Mortgage is not recorded, the Servicer shall have no liability for its failure to receive and act on notices related to such Assignment of Mortgage.

The ownership of each Mortgage Note, the Mortgage and the contents of the related Mortgage File is vested in the Trustee an behalf of the Certificateholders, Neither the Depositor nor the Servicer shall take any action inconsistent with such ownership and shall not claim any ownershlp interest therein. The Depositor and the Servicer shall respond to any thlrd party inquiries with respect to ownership of the Mortgage Loans by stating that such ownership is held by the Trustee on behalf of the Certificateholders. Mortgage documents relating to the Mortgage Loans nat delivered to the Trustee or the Custodian are and shall be held in trust by the Servicer, for the benefit of the Trustee as the owner thereof, and the Servicer's possession of the contents of each Mortgage File so retained is for the sole purpose of servicing the related Mortgage Loan, and such retention and possession by the Servicer, is in a custodial capacity only. The Depositor agrees to take no action inconsistent with the Trustee's ownership of the Mortgage Loans, to promptly indicate to all inquiring parties that the Mortgage Loans have been sold and to claim no ownership interest in the Mortgage Loans.

It is the intention of this Agreement that the conveyance of the DepOSitor's right, title and interest in and to the Trust Fund pursuant to this Agreement shall constitute a purchase and sale and not a loan. If a conveyance of Mortgage Loans from the Sponsor to the Depositor is characterized as a pledge

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and not a sale, then the Depositor shall be deemed to have transferred to the Trustee all of the Depositor's right, title and interest in, to and under the obligations of the Sponsor deemed to be secured by said pledge; and it is the intention of this Agreement that the Depositor shall also be deemed to have granted to the Trustee a

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first priority security interest in all of the Depositor's rlght, tltle, and interest in, to and under the obligations of the Sponsor to the Depositor deemed to be secured by said pledge and that the Trustee shall be deemed to be an independent custodian for purposes of perfection of the security interest granted to the Depositor. If the conveyance of the Mortgage Loans from the Depositor to the Trustee is characterized as a pledge, it is the intention of this Agreement that this Agreement shall constitute a security agreement under applicable law, and that the Depositor shall be deemed to have granted to the Trustee a first priority security interest in all of the Depositor's right, title and interest in, to and under the Mortgage Loans, all payments of principal of or interest on such Mortgage Loans, all other rights relating to and payments made in respect of the Trust Fund, and all proceeds of any thereof. If the trust created by this Agreement terminates prior to the satisfaction of the claims of any Person in any Certificates, the security interest created hereby shall continue in full force and effect and the Trustee shall be deemed to be the collateral agent for the benefit of such Person.

In addition to the conveyance made in the first paragraph of this Section 2.01, the Depositor does hereby convey, assign and set over to the Trustee for the benefit of the Certificateholders its rights and interests under the Sale Agreement, including the Depositor's right, title and interest in the representations and warrantles contained in the Sale Agreement, the rights in the Transfer Agreements described therein, and the benefit of the repurchase obligations and the obligation of the Sponsor contained in the Sale Agreement to take, at the request of the Depositor or the Trustee, all action on its part which is reasonably necessary to ensure the enforceability of a Mortgage Loan. The Trustee hereby accepts such assignment, and shall be entitled to exerClse all rights of the Depositor under the Sale Agreement as if, for such purpose, it were the Depositor. The foregoing sale, transfer, assignment, set-over, deposit and conveyance does not and is not intended to result in creation or assumption by the Trustee of any obligation of the Depositor, the Sponsor, or any other Person in connection with the Mortgage Loans or any other agreement or instrument relating thereto.

SECTION 2.02. Acceptance by the Trustee of the Mortgage Loans

Except as set forth in the exception report delivered contemporaneously herewith (the "Exception Report"), the Trustee acknowledges receipt of the Mortgage Note for each Mortgage Loan and delivery of a Mortgage File (but does not acknowledge receipt of all documents required to be included in such Mortgage File) with respect to each Mortgage Loan and declares that It (or the Custodian, on its behalf) holds and will hold such documents and any other documents constituting a part of the Mortgage Files delivered to it in trust for the use and benefit of all present and future Certificateholders. The Depositor will cause the Sponsor to repurchase any Mortgage Loan to which a material exception was taken in the Exception Report unless such exception is cured to the satlsfaction of the Trustee within 45 Business Days of the Closing Date.

The Trustee acknowledges receipt of the three Cap Contracts (forms of which are attached hereto as Exhibits N-I, N-2 and N-3), the Transfer Agreement, the Bring Down Letter and the Sale Agreement.

The Trustee acknowledges receipt of the Swap Agreement that will be held in the Supplemental Interest Trust and is hereby instructed to enter into the Swap Agreement, not in its individual capacity, but solely as Trustee for the Issuing Entity and for the Supplemental Interest Trust.

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